-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VJd/jzM0In6Uwsms0i++A1gle86h565pv2nq9DV26BvRzRhThXofUVwA6agr47Q3 avaKGpXXNTth3cKn5pR+PA== 0000950144-97-004413.txt : 19970421 0000950144-97-004413.hdr.sgml : 19970421 ACCESSION NUMBER: 0000950144-97-004413 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970418 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NAL FINANCIAL GROUP INC CENTRAL INDEX KEY: 0000811644 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 232455294 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-45511 FILM NUMBER: 97583240 BUSINESS ADDRESS: STREET 1: 500 CYPRESS CREEK ROAD WEST STREET 2: STE 590 CITY: FORT LAUDERDALE STATE: FL ZIP: 33309 BUSINESS PHONE: 3059388200 MAIL ADDRESS: STREET 1: 500 CYPRESS CREEK ROAD WEST STREET 2: SUITE 590 CITY: FORT LAUDERDALE STATE: FL ZIP: 33309 FORMER COMPANY: FORMER CONFORMED NAME: CORPORATE FINANCIAL VENTURES INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROZEL INTERNATIONAL HOLDINGS LTD CENTRAL INDEX KEY: 0001037993 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 000000000 FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: WHITEHILL HOUSE, NEWBY ROAD INDUSTRIAL STREET 2: ESTATE, HAZEL GROVE, STOCKPORT CITY: CHESHIRE BUSINESS PHONE: 01614837000 SC 13D 1 ROZEL HOLDINGS INT'L. LIMITED/ FORM SC 13D #1 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* NAL FINANCIAL GROUP, INC. ------------------------- (Name of Issuer) Common Stock, $.15 par value ------------------------------ (Title of Class of Securities) 62872M106 -------------- (CUSIP Number) Harold Chaffe, Managing Director Rozel International Holdings Limited Whitehill House Newby Road Industrial Estate Hazel Grove, Stockport Cheshire SK75DA 0161-483-7000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 8, 1996 --------------- (Date of Event which Requires filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Statement because of Rule 13d-1(b)(3) or (4), check the following box: [ ] Check the following box if a fee is being paid with the Statement: [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this Statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The information required on the remainder of this cover page shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). 2 SCHEDULE 13D - -------------------------------------------------------------------------------- CUSIP NO. 62872M106 Page of Pages --------------- ------ ------ - -------------------------------------------------------------------------------- (1) NAME OF REPORTING PERSON Rozel Holdings International Limited S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON N/A - -------------------------------------------------------------------------------- (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [ ] (B) [ ] - -------------------------------------------------------------------------------- (3) SEC USE ONLY - -------------------------------------------------------------------------------- (4) SOURCE OF FUNDS PF - -------------------------------------------------------------------------------- (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) - -------------------------------------------------------------------------------- (6) CITIZENSHIP OR PLACE OF ORGANIZATION British Virgin Islands - -------------------------------------------------------------------------------- : (7) SOLE VOTING POWER : (a) 306,227 : -------------------------------------------- : (8) SHARED VOTING POWER NUMBER OF SHARES : BENEFICIALLY : OWNED BY EACH REPORTING -------------------------------------------- PERSON WITH : (9) SOLE DISPOSITIVE POWER : (a) 306,227 : -------------------------------------------- : (10) SHARED DISPOSITIVE POWER : - -------------------------------------------------------------------------------- (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (a) 306,227 - -------------------------------------------------------------------------------- (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES ---------------- 2 3 - -------------------------------------------------------------------------------- (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 (a) 4.17% - -------------------------------------------------------------------------------- (14) TYPE OF REPORTING PERSON CO - -------------------------------------------------------------------------------- ITEM 1. SECURITY AND ISSUER The class of equity securities to which this statement on Schedule 13D relates is as follows: Common stock, par value $.15, (the "Company Common Stock") of NAL Financial Group, Inc., a Delaware Corporation (the "Company" or the "Issuer") The principal executive officers of the Company are located at 500 Cypress Creek Road West, Suite 590, Fort Lauderdale, Florida 33309. ITEM 2. IDENTITY AND BACKGROUND This Amendment to Schedule 13D is filed by Rozel Holdings International Limited, a corporation organized under the laws of the British Virgin Islands ("Rozel"). Rozel's principal business is investments, including investments in securities of U.S. issuers. Rozel's principal executive office is at Whitehall House, Newby Road Industrial Estate, Hazel Grove Stockport, Cheshire SK75DA. (a) Harold Chaffe is the Managing Director and a control person of Rozel. (b) His address is Whitehall House, Newby Road Industrial Estate, Hazel Grove Stockport, Cheshire SK75DA. (c) Mr. Chaffe's principal occupation is the practice of law. (d) During the past 5 years he has not been convicted in a criminal proceeding. (e) During the past 5 years he was not a party to a civil suit or proceeding resulting in a judgment, decrees or 3 4 final order enjoining future violations of or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Great Britain ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION The Company used its own funds to purchase the securities of the Issuer described herein. ITEM 4. PURPOSE OF THE TRANSACTION The acquisition of the securities of the Issuer were for investment purposes. Subject to many factors, including the Issuer's financial condition, its prospects, the market in general, other investments opportunities and developments concerning Rozel's business, additional securities of the Issuer may be purchased or sold. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER Based upon current information available, there were 7,347,367 shares of Company Common Stock issued and outstanding on the reporting dated of this Statement. (a) On October 8, 1996 Rozel became the beneficial owner of 306,227 shares of Company Common Stock by virtue of the (i) conversion of $500,005 principal amount (45,455 shares) of the 9% debentures (the "Debentures"), then convertible into 118,182 shares of Company Common Stock, (ii) ownership of warrants to purchase 58,500 shares of common stock then exercisable and, (iii) ownership of warrants to purchase 175,000 shares of Company Common Stock, which become exercisable on March 31, 1996; this constitutes 4.17% of the then outstanding shares of Company Common Stock. (b) Rozel, through Harold Chaffe the Managing Director, has sole power to vote or direct the vote and sole power to dispose or direct the disposition of the Company Common Stock owned by Rozel. (c) The following transactions were effected by Rozel during the 60 day period prior to October 8, 1996. 4,500 Shares Sold 08/19/96 12.9375 6,000 Shares Sold 08/26/96 14.3125 1,000 Shares Sold 08/30/96 13.625 5,000 Shares Sold 09/05/96 13.8125
4 5 2,000 Shares Sold 09/06/96 14.0625 10,000 Shares Sold 09/13/96 8.25 24,700 Shares Sold 10/01/96 14.0625 30,000 Shares Sold 10/08/96 14.3125
All of the Shares were purchased in brokerage transactions in the market. (d) N/A (c) N/A ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER None ITEM 7. MATERIAL TO BE FILED AS EXHIBITS None 5 6 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement on Schedule 13D is true, complete and correct as of the date hereof. Dated: March 3, 1997 ROZEL HOLDINGS INTERNATIONAL LIMITED By: /s/ Harold Chaffe ------------------------------------ HAROLD CHAFFE, MANAGING DIRECTOR
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